Common use of SUPPLY OF GOODS AND SERVICES Clause in Contracts

SUPPLY OF GOODS AND SERVICES. 3.1 In consideration of UKRI's agreement to pay the Charges, the Supplier shall supply the Goods and/or Services to UKRI subject to and in accordance with the terms and conditions of the Contract. 3.2 In supplying the Goods and/or Services, the Supplier shall: (a) co-operate with UKRI in all matters relating to the supply of Goods and/or Services and comply with all UKRI's instructions; and (b) comply with all applicable laws. 3.3 The Supplier shall supply the Goods in accordance with the Specification. The Supplier warrants, represents, undertakes and guarantees that the Goods supplied under the Contract shall: (a) be free from defects (manifest or latent), in materials and workmanship and remain so for 12 months after Delivery; (b) be of satisfactory quality (within the meaning of the Sale of Goods Act 1979) and comply with any applicable statutory and regulatory requirements relating to the manufacture, labelling, packaging, storage, handling and delivery of the Goods; (c) conform with the specifications (including the Specification), drawings, descriptions given in quotations, estimates, brochures, sales, marketing and technical literature or material (in whatever format made available by the Supplier) supplied by, or on behalf of, the Supplier; (d) be free from design defects; and (e) be fit for any purpose held out by the Supplier or made known to the Supplier by UKRI expressly or by implication, and in this respect UKRI relies on the Supplier's skill and judgement. The Supplier acknowledges and agrees that the approval by UKRI of any designs provided by the Supplier shall not relieve the Supplier of any of its obligations under this clause 3.3. 3.4 In supplying the Services, the Supplier shall: (a) perform the Services with all reasonable care, skill and diligence in accordance with good industry practice in the Supplier's industry, profession or trade; (b) use Staff who are suitably skilled and experienced to perform tasks assigned to them, and in sufficient number to ensure that the Supplier's obligations are fulfilled in accordance with the Contract; (c) ensure that the Services shall conform with all descriptions and specifications set out in the Specification; (d) not do or allow anything to be done that would, or would be likely to, bring UKRI into disrepute or adversely affect its reputation in any way; and (e) provide all equipment, tools and vehicles and other items as are required to provide the Services.

SUPPLY OF GOODS AND SERVICES. 3.1 2.1 In consideration of UKRI's agreement to pay the Charges, the Supplier shall supply provide the Goods and/or and Services specified in each Order to UKRI subject to and the Company in accordance with the terms provisions of this Agreement. 2.2 The Company reserves the right to refuse payment for any Services or Goods not ordered on an Order. 2.3 The Supplier shall provide Goods which are without fault and conditions which are of the Contractsame quantity, quality and description as specified in the Order and/or in any applicable Specification supplied by the Company to the Supplier. 3.2 In supplying 2.4 The Supplier shall provide the Goods and/or the Services: 2.4.1 with that degree of diligence, prudence and foresight which would reasonably and ordinarily be expected from a skilled and experienced person engaged in a type of undertaking similar to that of the Supplier; 2.4.2 in such a manner as to minimise disruption to the business of the Company; and 2.4.3 as regards the Services only, in accordance with any Service Levels. 2.5 The Supplier shall comply with all Regulations in its provision of the Goods and/or Services. 2.6 The Company shall have the right to inspect and test the Goods at all times and the Supplier shall not unreasonably refuse any request by the Company to inspect and test the Goods during manufacture, processing or storage at the premises of the Supplier or any third party prior to delivery and the Supplier shall provide the Company with all facilities reasonably required for inspection and testing. 2.7 If as the result of such inspection or testing the Company is not satisfied that the Goods will comply in all respects with this Agreement or any Specifications the Supplier shall take all steps necessary to ensure compliance. 2.8 Notwithstanding any such inspection or testing, the Supplier shall: (a) co-operate with UKRI shall remain fully responsible for the Goods until risk in all matters relating the Goods has passed to the supply of Goods and/or Services Company in accordance with Condition 4.1 below and comply with all UKRIany such inspection or testing shall not diminish or otherwise affect the Supplier's instructions; and (b) comply with all applicable lawsobligations under the Agreement. 3.3 2.9 The Supplier Goods shall supply the Goods be packaged and marked in accordance with the Specification. The Supplier warrants, represents, undertakes Company's instructions and guarantees that the Goods supplied under the Contract shall: (a) be free from defects (manifest any applicable Regulations or latent), in materials and workmanship and remain so for 12 months after Delivery; (b) be of satisfactory quality (within the meaning requirements of the Sale of Goods Act 1979) carrier and comply with any applicable statutory properly packed and regulatory requirements relating stored so as to reach their destination in an undamaged condition. 2.10 Any Specifications or equipment supplied by the Company to the manufacture, labelling, packaging, storage, handling and delivery of the Goods; (c) conform with the specifications (including the Specification), drawings, descriptions given in quotations, estimates, brochures, sales, marketing and technical literature or material (in whatever format made available by the Supplier) supplied by, or on behalf of, the Supplier; (d) be free from design defects; and (e) be fit for any purpose held out produced by the Supplier or made known to the Supplier by UKRI expressly or by implication, and in this respect UKRI relies on the Supplier's skill and judgement. The Supplier acknowledges and agrees that the approval by UKRI of any designs provided by the Supplier shall not relieve the Supplier of any of compliance with its obligations under this clause 3.3Agreement in the provision of the Services shall be the sole and exclusive property of the Company and accordingly shall be assigned to the Company in accordance with Condition 13.1. 3.4 2.11 The Company may, during the Agreement period, request that items/services, similar and relevant to this Contract be added to the Agreement. 2.12 In supplying the Serviceslight of Condition 2.11, the Supplier shall: (a) perform shall be afforded the Services with all reasonable careopportunity to quote for such items, skill and diligence in accordance with good industry practice in however, the Supplier's industry, profession or trade; (b) use Staff who are suitably skilled and experienced Company reserves the right to perform tasks assigned to them, and in sufficient number to ensure that source the Supplier's obligations are fulfilled in accordance with products from an alternative Supplier should the Contract; (c) ensure that Company deem the Services shall conform with all descriptions and specifications set out in prices quoted by the Specification; (d) not do or allow anything Supplier to be done that would, or would be likely to, bring UKRI into disrepute or adversely affect its reputation in any way; and (e) provide all equipment, tools and vehicles and other items as are required to provide the Servicesuncompetitive.

SUPPLY OF GOODS AND SERVICES. 3.1 In consideration of UKRI's agreement to pay the Charges, the Supplier shall supply the Goods and/or Services to UKRI subject to and in accordance with the terms and conditions of the Contract. 3.2 In supplying the Goods and/or Services, the Supplier shall: (a) co-operate with UKRI in all matters relating to the supply of Goods and/or Services and comply with all UKRI's instructions; and (b) comply with all applicable laws. 3.3 The Supplier shall supply the Goods in accordance with the Specification. The Supplier warrants, represents, undertakes and guarantees that the Goods supplied under the Contract shall: (a) be free from defects (manifest or latent), in materials and workmanship and remain so for 12 24 months after Delivery; (b) be of satisfactory quality (within the meaning of the Sale of Goods Act 1979) and comply with any applicable statutory and regulatory requirements relating to the manufacture, labelling, packaging, storage, handling and delivery of the Goods; (c) conform with the specifications (including the Specification), drawings, descriptions given in quotations, estimates, brochures, sales, marketing and technical literature or material (in whatever format made available by the Supplier) supplied by, or on behalf of, the Supplier; (d) be free from design defects; and (e) be fit for any purpose held out by the Supplier or made known to the Supplier by UKRI expressly or by implication, and in this respect UKRI relies on the Supplier's skill and judgement. The Supplier acknowledges and agrees that the approval by UKRI of any designs provided by the Supplier shall not relieve the Supplier of any of its obligations under this clause 3.3. 3.4 In supplying the Services, the Supplier shall: (a) perform the Services with all reasonable care, skill and diligence in accordance with good industry practice in the Supplier's industry, profession or trade; (b) use Staff who are suitably skilled and experienced to perform tasks assigned to them, and in sufficient number to ensure that the Supplier's obligations are fulfilled in accordance with the Contract; (c) ensure that the Services shall conform with all descriptions and specifications set out in the Specification; (d) not do or allow anything to be done that would, or would be likely to, bring UKRI into disrepute or adversely affect its reputation in any way; and (e) provide all equipment, tools and vehicles and other items as are required to provide the Services.

SUPPLY OF GOODS AND SERVICES. 3.1 4.1 In consideration of UKRI's Gavi’s agreement to pay the ChargesFees and Expenses, the Supplier Company shall supply the Goods and/or Services to UKRI subject to and Gavi for the Term in accordance with the terms and conditions of the Contractthis Agreement. 3.2 4.2 In supplying the Goods and/or Services, Services the Supplier Company shall: (a) co-operate with UKRI Gavi in all matters relating to the supply of Goods and/or Services and comply with all UKRI's instructionsGavi’s instructions using reasonable endeavours to promote Gavi’s interests; and (b) comply with all applicable laws. 3.3 The Supplier shall supply the Goods in accordance with the Specification. The Supplier warrants, represents, undertakes and guarantees that the Goods supplied under the Contract shall: (a) be free from defects (manifest or latent), in materials and workmanship and remain so for 12 months after Delivery; (b) be of satisfactory quality (within the meaning of the Sale of Goods Act 1979) and comply with any applicable statutory and regulatory requirements relating to the manufacture, labelling, packaging, storage, handling and delivery of the Goods; (c) conform with the specifications (including the Specification), drawings, descriptions given in quotations, estimates, brochures, sales, marketing and technical literature or material (in whatever format made available by the Supplier) supplied by, or on behalf of, the Supplier; (d) be free from design defects; and (e) be fit for any purpose held out by the Supplier or made known to the Supplier by UKRI expressly or by implication, and in this respect UKRI relies on the Supplier's skill and judgement. The Supplier acknowledges and agrees that the approval by UKRI of any designs provided by the Supplier shall not relieve the Supplier of any of its obligations under this clause 3.3. 3.4 4.3 In supplying the Services, the Supplier Company shall: (a) perform the Services with all reasonable care, skill skill, and diligence in accordance with good industry practice Good Industry Practice in the Supplier's Company’s sector, industry, profession profession, or trade;. (b) use Staff who are suitably skilled and experienced to perform tasks assigned to them, and in sufficient number to ensure that the Supplier's Company’s obligations are fulfilled in accordance with the Contract;Agreement. (c) ensure that the Services shall conform with all descriptions and specifications set out in the Specification;Scope of Services. (d) not do or allow anything to be done that would, or would be likely to, bring UKRI Gavi into disrepute or adversely affect its reputation in any way; and (e) provide all equipment, tools and vehicles and other items as are required to provide the Services. 4.4 The Company shall supply the Goods in accordance with the Scope of Services. The Company warrants, represents, undertakes, and guarantees that Goods supplied under the Agreement shall: (a) be free from defects (manifest or latent), in materials and workmanship and remain so for twelve (12) months after the date of Delivery. (b) be of satisfactory quality and comply with any applicable statutory and regulatory requirements relating to the manufacture, labelling, packaging, storage, handling, and delivery of the Goods. (c) conform with the specifications (including any Scope of Services), drawings, descriptions provided to Gavi in quotations, estimates, brochures, sales, marketing and technical literature or material (in whatever format made available by the Company) supplied by, or on behalf of, the Company. (d) be free from design defects; and (e) be fit for any purpose held out by the Company or requested by Gavi expressly or by implication, and in this respect Gavi relies on the Company’s skill and judgement. The Company acknowledges and agrees that the approval by Gavi of any drafts or designs provided by the Company shall not relieve the Company of any of its obligations under this sub-clause. 4.5 The Company understands that there may be additions, deletions, or other changes to the Scope of Services during the term of the Agreement where required by Gavi. Where such changes are non-material (i.e., can be accommodated by the Company without incurring additional cost) the Company shall accept such changes where requested by Gavi. Where such changes are material (i.e., would result in the Company incurring additional cost) the Parties shall work in good faith to agree any amendment to the Fees and Expenses appropriate to reflect the requested change, calculated on the same principles as used in determining the original Fees and Expenses. Any changes agreed under this clause 4.5 shall be documented in writing in accordance with clause 26.5. 4.6 Unless otherwise explicitly stated in Annex 1, the Company shall be solely responsible for obtaining any permits, licences, permissions, consents, approvals certificates and authorisations that are required for the performance of its obligations under the Agreement. For the avoidance of doubt, this shall include work permits which the Company may be required to obtain to perform the Services in the location(s) specified in Annex 1.

SUPPLY OF GOODS AND SERVICES. 3.1 In consideration of UKRI's agreement to pay the Charges, the Supplier shall supply the Goods and/or Services to UKRI subject to and in accordance with the terms and conditions of the Contract. 3.2 In supplying the Goods and/or Services, the Supplier shall: (a) co-operate with UKRI in all matters relating to the supply of Goods and/or Services and comply with all UKRI's instructions; and (b) comply with all applicable laws. 3.3 The Supplier shall supply the Goods in accordance with the Specification. The Supplier warrants, represents, undertakes and guarantees that the Goods supplied under the Contract shall: (a) be free from defects (manifest or latent), in materials and workmanship and remain so for 12 months after Delivery; (b) be of satisfactory quality (within the meaning of the Sale of Goods Act 1979) and comply with any applicable statutory and regulatory requirements relating to the manufacture, labelling, packaging, storage, handling and delivery of the Goods; (c) conform with the specifications (including the Specification), drawings, descriptions given in quotations, estimates, brochures, sales, marketing and technical literature or material (in whatever format made available by the Supplier) supplied by, or on behalf of, the Supplier; (d) be free from design defects; and (e) be fit for any purpose held out by the Supplier or made known to the Supplier by UKRI expressly or by implication, and in this respect UKRI relies on the Supplier's skill and judgement. The Supplier acknowledges and agrees that the approval by UKRI of any designs provided by the Supplier shall not relieve the Supplier of any of its obligations under this clause 3.3. 3.4 In supplying the Services, the Supplier shall: (a) perform the Services with all reasonable care, skill and diligence in accordance with good industry practice in the Supplier's industry, profession or trade; ; (b) use Staff who are suitably skilled and experienced to perform tasks assigned to them, and in sufficient number to ensure that the Supplier's obligations are fulfilled in accordance with the Contract; (c) ensure that the Services shall conform with all descriptions and specifications set out in the Specification; (d) not do or allow anything to be done that would, or would be likely to, bring UKRI into disrepute or adversely affect its reputation in any way; and (e) provide all equipment, tools and vehicles and other items as are required to provide the Services.

SUPPLY OF GOODS AND SERVICES. 3.1 In consideration of UKRI's agreement to pay the Charges, the Supplier shall supply the Goods and/or Services to UKRI subject to and in accordance with the terms and conditions of the Contract. 3.2 In supplying the Goods and/or Services, the Supplier shall: (a) co-operate with UKRI in all matters relating to the supply of Goods and/or Services and comply with all UKRI's instructions; and (b) comply with all applicable laws. 3.3 The Supplier shall supply the Goods in accordance with the Specification. The Supplier warrants, represents, undertakes and guarantees that the Goods supplied under the Contract shall: (a) be free from defects (manifest or latent), in materials and workmanship and remain so for 12 months after Delivery; (b) be of satisfactory quality (within the meaning of the Sale of Goods Act 1979) and comply with any applicable statutory and regulatory requirements relating to the manufacture, labelling, packaging, storage, handling and delivery of the Goods; (c) conform with the specifications (including the Specification), drawings, descriptions given in quotations, estimates, brochures, sales, marketing and technical literature or material (in whatever format made available by the Supplier) supplied by, or on behalf of, the Supplier; (d) be free from design defects; and (e) be fit for any purpose held out by the Supplier or made known to the Supplier by UKRI expressly or by implication, and in this respect UKRI relies on the Supplier's skill and judgement. The Supplier acknowledges and agrees that the approval by UKRI of any designs provided by the Supplier shall not relieve the Supplier of any of its obligations under this clause 3.3. 3.4 In supplying the Services, the Supplier shall: (a) perform the Services with all reasonable care, skill and diligence in accordance with good industry practice in the Supplier's industry, profession or trade; ; (b) use Staff who are suitably skilled and experienced to perform tasks assigned to them, and in sufficient number to ensure that the Supplier's obligations are fulfilled in accordance with the Contract; (c) ensure that the Services shall conform with all descriptions and specifications set out in the Specification; (d) not do or allow anything to be done that would, or would be likely to, bring UKRI into disrepute or adversely affect its reputation in any way; and (e) provide all equipment, tools and vehicles and other items as are required to provide the Services.

SUPPLY OF GOODS AND SERVICES. 3.1 In consideration of UKRI's agreement to pay the Charges, the Supplier ‌‌ (1) The Contractor shall supply the Goods and/or and Services to UKRI subject to and in accordance with the terms and conditions of the Request, Addendum or appendices attached to this Contract. 3.2 In supplying (2) If a particular brand of Good is specified in the Request or this Contract, that particular brand of Good shall be supplied by the Contractor to the City, unless otherwise approved by the City in writing. (3) Subject to the City determining under subclause (1) that the Goods and/or and Services must be supplied in accordance with the samples provided by the Contractor to the City, if no standards or specifications are stipulated in the Request or Addendum, the Goods and Services shall be supplied in accordance with the appropriate and current standards of the Standards Association of Australia for the Goods and Services, and if there is no standards of that type then with such other standards reasonably required by the Supplier shallCity. In the case of Goods then they shall be: (a) co-operate made of the most suitable material and be constructed or manufactured in accordance with UKRI in all matters relating to the supply reasonable standards of Goods and/or Services and comply with all UKRI's instructionsconstruction; (b) reasonably fit for purpose for which they are required; and (bc) comply with all applicable lawsfully capable of the intended use for which they are put, to the satisfaction of the City. 3.3 The Supplier (4) In all cases, the Contractor shall supply the Goods in accordance with the Specification. The Supplier warrants, represents, undertakes and guarantees ensure that the Goods and Services are provided to the highest standards and carried out properly with all due skill, care and diligence. (5) Subject to subclause (6), the Contractor must ensure that the Goods and Services are supplied under the Contract shallonly by persons: (a) be free from defects (manifest or latent), who are suitably skilled and experienced in materials their respective professions and workmanship and remain so for 12 months after Deliverytrades; (b) be of satisfactory quality (within the meaning of the Sale of Goods Act 1979) who hold all necessary licences, permits and comply with any applicable statutory and regulatory requirements relating to the manufacture, labelling, packaging, storage, handling and delivery of the Goods;authorities required by law; and (c) conform whose standards of workmanship are entirely suitable, for the supply of the Goods and Services under the requirements of this Contract. (6) The City may require that only individuals who are a Nominated Service Provider supply the Goods and Services under this Contract, in that case, the Contractor shall comply with the specifications (including the Specification), drawings, descriptions given in quotations, estimates, brochures, sales, marketing and technical literature or material (in whatever format made available by the Supplier) supplied by, or on behalf of, the Supplier;requirement. (d7) be free from design defects; and (e) be fit for The Contractor must ensure that its employees, agents, subcontractors and any purpose held out by the Supplier employees of such agents or made known to the Supplier by UKRI expressly or by implication, and in this respect UKRI relies on the Supplier's skill and judgement. The Supplier acknowledges and agrees that the approval by UKRI of any designs provided by the Supplier shall not relieve the Supplier of any of its obligations under this clause 3.3. 3.4 In supplying the Services, the Supplier shallsubcontractors: (a) perform conduct themselves towards members of the Services public in a positive, friendly, courteous and respectful manner which is in keeping with all reasonable care, skill and diligence in accordance with good industry practice in the SupplierCity's industry, profession or tradepublic image; (b) use Staff who are suitably skilled discretion when dealing with members of the public and experienced to perform tasks assigned to themat all times (whether provoked or not) refrain from aggressive, threatening and in sufficient number to ensure that the Supplier's obligations are fulfilled in accordance with the Contract;rude behaviour or gestures; and (c) ensure that do not act in an unruly manner or use offensive language, while supplying the Goods and Services under the Contract. (8) In carrying out all work under this Contract, the Contractor shall conform observe, perform and comply in all material respects with all descriptions relevant industrial awards, industrial agreements and specifications set out in orders of courts or tribunals that apply to employees engaged by the Specification; (d) not do or allow anything Contractor to be done that would, or would be likely to, bring UKRI into disrepute or adversely affect its reputation in any way; and (e) provide all equipment, tools supply the Goods and vehicles and other items as are required to provide Services under the ServicesContract.

SUPPLY OF GOODS AND SERVICES. ‌ 3.1 In consideration of UKRI's agreement to pay the Charges, the Supplier shall supply the Goods and/or Services to UKRI subject to and in accordance with the terms and conditions of the Contract. 3.2 In supplying the Goods and/or Services, the Supplier shall: (a) co-operate with UKRI in all matters relating to the supply of Goods and/or Services and comply with all UKRI's instructions; and (b) comply with all applicable laws. 3.3 The Supplier shall supply the Goods in accordance with the Specification. The Supplier warrants, represents, undertakes and guarantees that the Goods supplied under the Contract shall: (a) be free from defects (manifest or latent), in materials and workmanship and remain so for 12 months after Delivery; (b) be of satisfactory quality (within the meaning of the Sale of Goods Act 1979) and comply with any applicable statutory and regulatory requirements relating to the manufacture, labelling, packaging, storage, handling and delivery of the Goods; (c) conform with the specifications (including the Specification), drawings, descriptions given in quotations, estimates, brochures, sales, marketing and technical literature or material (in whatever format made available by the Supplier) supplied by, or on behalf of, the Supplier; (d) be free from design defects; and (e) be fit for any purpose held out by the Supplier or made known to the Supplier by UKRI expressly or by implication, and in this respect UKRI relies on the Supplier's skill and judgement. The Supplier acknowledges and agrees that the approval by UKRI of any designs provided by the Supplier shall not relieve the Supplier of any of its obligations under this clause 3.3. 3.4 In supplying the Services, the Supplier shall: (a) perform the Services with all reasonable care, skill and diligence in accordance with good industry practice in the Supplier's industry, profession or trade; (b) use Staff who are suitably skilled and experienced to perform tasks assigned to them, and in sufficient number to ensure that the Supplier's obligations are fulfilled in accordance with the Contract; (c) ensure that the Services shall conform with all descriptions and specifications set out in the Specification; (d) not do or allow anything to be done that would, or would be likely to, bring UKRI into disrepute or adversely affect its reputation in any way; and (e) provide all equipment, tools and vehicles and other items as are required to provide the Services.

SUPPLY OF GOODS AND SERVICES. 3.1 In consideration of UKRI's agreement to pay the Charges, the Supplier shall supply the ensure that Goods and/or Services to UKRI subject to and Services:‌ 3.1.1 correspond with their description, any applicable Specification, samples, drawings, designs, descriptions or otherwise in accordance with the terms and conditions of the Contract. 3.2 In supplying the Goods and/or Services, the Supplier shall: (a) co-operate with UKRI in all matters relating to the supply of Goods and/or Services and comply with all UKRI's KBRS’ instructions; and (b) comply with all applicable laws. 3.3 The Supplier shall supply the Goods in accordance with the Specification. The Supplier warrants, represents, undertakes and guarantees that the Goods supplied under the Contract shall: (a) be free from defects (manifest or latent), in materials and workmanship and remain so for 12 months after Delivery; (b) be 3.1.2 are of satisfactory quality (within the meaning of the Sale of Goods Act 1979, as applicable) and comply with any applicable statutory and regulatory requirements relating to the manufacture, labelling, packaging, storage, handling and delivery of the Goods; (c) conform with the specifications (including the Specification), drawings, descriptions given in quotations, estimates, brochures, sales, marketing and technical literature or material (in whatever format made available by the Supplier) supplied by, or on behalf of, the Supplier; (d) be free from design defects; and (e) be fit for their intended purpose, including any purpose held out by the Supplier or made known to the Supplier by UKRI KBRS, expressly or by implication; 3.1.3 are free from any defects in design, materials or workmanship, as applicable, and remain so for thirty- six (36) months after Delivery or as set out in this respect UKRI relies on the Supplier's skill and judgement. The Supplier acknowledges and agrees that the approval by UKRI Specification; 3.1.4 are free from any rights of any designs provided by third party;‌ 3.1.5 comply with all Applicable Laws and regulations and in accordance with the requirements of the Agreement. 3.2 If the PO specifies “white labelling” Supplier shall white label Goods in the name of KBRS and shall not relieve the Supplier of include any of Supplier’s trademarks or branding. 3.3 Failing an agreement to the contrary, Supplier shall be obliged to Deliver replacement Goods in the appropriate condition for the period of ordinary technical use for no less than fifteen (15) years, or such other period as specified in the PO, after Delivery of the last Goods covered by a PO and/or OA. Supplier shall provide KBRS with not less than twelve (12) calendar months prior written notice of its obligations under this clause 3.3intention to make any Goods obsolete and shall ensure that replacement goods, compatible with Goods in every way, shall continue to be available. 3.4 In supplying Supplier shall use all reasonable endeavours to pass to KBRS the Services, the benefit of any manufacturer and other warranties and/or guarantees relating to Goods. 3.5 Supplier shall:shall:‌ (a) 3.5.1 perform the Services with all the reasonable care, skill and diligence in accordance with good industry practice in the Supplier's industry, profession or tradeto be expected of a leading provider of services substantially similar to Services and KBRS’ instructions; (b) use Staff who are suitably skilled and experienced to perform tasks assigned to them, and in sufficient number to 3.5.2 ensure that the Supplier's obligations are fulfilled in accordance with the Contract; (c) ensure that the Services shall and Deliverables will conform with all descriptions and specifications set out in the Specification; (d) not do or allow anything to be done that would, or would be likely to, bring UKRI into disrepute or adversely affect its reputation PO and/or in any waySpecification, and that Deliverables will be fit for their intended purpose, including any purpose that KBRS expressly or impliedly makes known to Supplier; and 3.5.3 allocate sufficient resources (eincluding personnel) provide to Services to ensure it is able to comply with its obligations under the Agreement. 3.6 Supplier warrants throughout the Warranty Period that all equipment, tools Services will be performed in accordance with the standards of care and vehicles diligence normally practiced by persons performing similar services and other items as are required to provide in the Services.best workmanlike manner.‌‌

SUPPLY OF GOODS AND SERVICES. 3.1 In consideration of UKRI's ’s agreement to pay the Charges, the Supplier shall supply the Goods and/or Services to UKRI subject to and in accordance with the terms and conditions of the Contract. 3.2 In supplying the Goods and/or Services, the Supplier shall: (a) co-operate with UKRI in all matters relating to the supply of Goods and/or Services and comply with all UKRI's instructions; and (b) comply with all applicable laws. 3.3 The Supplier shall supply the Goods in accordance with the Specification. The Supplier warrants, represents, undertakes and guarantees that the Goods supplied under the Contract shall: (a) be free from defects (manifest or latent), in materials and workmanship and remain so for 12 months after Delivery; (b) be of satisfactory quality (within the meaning of the Sale of Goods Act 1979) and comply with any applicable statutory and regulatory requirements relating to the manufacture, labelling, packaging, storage, handling and delivery of the Goods; (c) conform with the specifications (including the Specification), drawings, descriptions given in quotations, estimates, brochures, sales, marketing and technical literature or material (in whatever format made available by the Supplier) supplied by, or on behalf of, the Supplier; (d) be free from design defects; and (e) be fit for any purpose held out by the Supplier or made known to the Supplier by UKRI expressly or by implication, and in this respect UKRI relies on the Supplier's skill and judgement. The Supplier acknowledges and agrees that the approval by UKRI of any designs provided by the Supplier shall not relieve the Supplier of any of its obligations under this clause 3.3. 3.4 In supplying the Services, the Supplier shall: (a) perform the Services with all reasonable care, skill and diligence in accordance with good industry practice in the Supplier's industry, profession or trade; (b) use Staff who are suitably skilled and experienced to perform tasks assigned to them, and in sufficient number to ensure that the Supplier's obligations are fulfilled in accordance with the Contract; (c) ensure that the Services shall conform with all descriptions and specifications set out in the Specification; (d) not do or allow anything to be done that would, or would be likely to, bring UKRI into disrepute or adversely affect its reputation in any way; and (e) provide all equipment, tools and vehicles and other items as are required to provide the Services.